2006/01/04 Council Agenda Packet

2 B. All requests for payment should be sent to: City of Everett Attn: Timothy L. Marks, P.E. 3200 Cedar Street Everett, WA 98201 6. Submission of Reports and Other Documents. CH2M Hill shall submit all reports and other documents specified in Exhibit A. CH2M Hill is specifically required to submit all information required in this Agreement not later than May 30, 2006. Said information shall be subject to review by the City, and if found to be unacceptable, CH2M Hill shall correct and deliver to the City any deficient Work at CH2M Hill's expense with all practical dispatch. CH2M Hill shall abide by the City's determinations concerning acceptability of Work. 7. Termination of Contract. City reserves the right to terminate this Agreement at any time by sending written notice of termination to CH2M Hill ("Notice"). The Notice shall specify a termination date ("Termination Date") at least fourteen (14) days after the date the Notice is issued. The Notice shall be effective ("Notice Date") upon the earlier of either actual receipt by CH2M Hill (whether by fax, mail, delivery or other method reasonably calculated to be received by CH2M Hill in a reasonably prompt manner) or three calendar days after issuance of the Notice. Upon the Notice Date, CH2M Hill shall immediately commence to end the Work in a reasonable and orderly manner. Unless terminated for CH2M Hill's material breach, CH2M Hill shall be paid or reimbursed for: (a) all hours worked and Eligible Expenses incurred up to the Notice Date, less all payments previously made; and (b) those hours worked and Eligible Expenses incurred after the Notice Date, but prior to the Termination Date, that were reasonably necessary to terminate the Work in an orderly manner. The Notice shall be sent by the United States Mail to CH2M Hill's address provided herein, postage prepaid, certified or registered mail, return receipt requested, or by delivery. In addition, the Notice may also be sent by any other method reasonably believed to provide CH2M Hill actual notice in a timely manner, such as fax. The City does not by this section waive, release or forego any legal remedy for any violation, breach or non-performance of any of the provision of this Agreement. At its sole option, City may deduct from the final payment due CH2M Hill (a) any damages, expenses or costs arising out of any such violations, breaches, or non-performance and (b) any other backcharges or credits. 8. Changes. The City may, from time to time, unilaterally change the scope of the services of CH2M Hill to be performed hereunder. Such changes, including any increase or decrease in the scope of work (and resulting increase or decrease in compensation), shall: (a) be made only in writing and signed by an authorized City representative, (b) be explicitly identified as a modification or change to this Agreement and (c) become a part of this Agreement. 9. Subletting/Assignment of Contracts. CH2M Hill shall not sublet or assign any of the Work without the express, prior written consent of the City. 3 0